Stock Yards Bancorp (NASDAQ:SYBT) executives outlined plans to acquire privately held Field & Main Bancorp, the holding company for Field & Main Bank, during a conference call that followed the deal’s announcement. Management characterized the transaction as a strategic move to expand Stock Yards’ presence in Western Kentucky while adding scale to its community banking franchise.
Strategic rationale and market expansion
Chairman and CEO Jay Hillebrand said Field & Main is “deeply rooted” in Kentucky, with roots dating back to 1887. Field & Main operates six retail branches in Henderson, Lexington, and Cynthiana, Kentucky, and Evansville, Indiana. Hillebrand said the combination “significantly expands our reach into Western Kentucky,” a market he described as long desired and economically vibrant.
With the merger, Hillebrand said customers would gain access to a broader branch presence across Louisville, Central, Eastern, and Northern Kentucky, as well as into the Cincinnati and Indianapolis metropolitan markets. He emphasized that “community banking isn’t about size, it’s about service,” adding that the focus is on “better, not bigger.”
Field & Main financial profile and combined scale
Hillebrand said that as of Dec. 31, 2025, Field & Main reported approximately:
- $861 million in assets
- $652 million in loans
- $781 million in deposits
He also highlighted Field & Main’s wealth management and trust department, which reported approximately $800 million in assets under management at year-end.
On a combined basis, Hillebrand said the companies would have approximately $10.4 billion in assets, $7.9 billion in gross loans, $8.6 billion in deposits, and $8.4 billion in trust assets under management, served through an 81-branch network.
Deal terms, accretion, and key modeling assumptions
CFO Clay Stinnett reviewed the financial terms and expected impacts of the transaction. He said Field & Main shareholders will have the right to receive 0.655 shares of Stock Yards common stock for each Field & Main common share, with total consideration consisting of 100% stock. Based on Stock Yards’ closing price of $68.01 on Jan. 26, 2026, Stinnett said the implied per-share purchase price is $44.55 and the aggregate transaction value is approximately $105.7 million.
Stinnett said the transaction is expected to be approximately 5.7% accretive to Stock Yards’ earnings per share in 2027 once cost savings are fully phased in. Tangible book value dilution is expected to be about 0.9%, with an earnback period of just under one year using the crossover method. Post-closing capital ratios are expected to exceed “well-capitalized” levels.
Management’s modeling assumptions included:
- Cost savings of 34% of Field & Main’s non-interest expense, fully recognized in 2027, assuming no contemplated branch closures
- Gross credit marks of $16.5 million (2.6%)
- Interest rate marks of $9.6 million related to the loan portfolio, accreted over five years on a straight-line basis
- A modeled loss of approximately $7.9 million on the securities portfolio, accreted over seven years on a straight-line basis, with no impact to equity at close
- One-time transaction costs of $16.9 million, largely recognized in 2026 and fully reflected in the closing balance sheet
Stinnett also said Stock Yards deployed internal credit personnel to review more than 90% of Field & Main loan relationships over $1 million and reviewed more than 60% of the total loan portfolio. He said the company believes the credit profile is solid and that the estimated credit mark is “conservative and prudent.”
Regulatory considerations, timing, and leadership additions
Executives discussed planning around the $10 billion asset threshold. Stinnett said Stock Yards expects to manage its balance sheet to stay below $10 billion at year-end 2026 and formally cross $10 billion at year-end 2027. In response to analyst questions, Stinnett said the company is “80%-90% there” on the expense side of preparing for the threshold, and that the larger impact is expected to come from a reduction in interchange income.
When asked about managing balance sheet size, Stinnett said Stock Yards has approximately $500 million in ICS deposits and expects to expand that somewhat, using “a one-way sweep” to move them off the balance sheet at year-end. He added that Field & Main brings about another $200 million in ICS deposits, which he said enhances the company’s ability to manage balance sheet levels.
On timing, Hillebrand said the company anticipates closing during the second quarter of the year, pending customary approvals. Stinnett said system conversion is expected in October, and that roughly a third of the 34% cost saves may be recognized in 2026, with the full run rate achieved in 2027.
Hillebrand said with minimal market overlap, the company expects to preserve most customer-facing jobs and minimize disruption to Field & Main customers. He also announced that Doug Lawson, Field & Main’s president and chief operating officer, will join Stock Yards as a market president, and that Field & Main board member Scott Davis will join Stock Yards’ board of directors.
Outlook: organic growth, margin, and wealth management
In the Q&A, management reiterated confidence in organic growth, noting that Stock Yards saw stronger payoffs later in 2025 after anticipating earlier loan runoff tied to commercial real estate construction balances transitioning to permanent lenders. Hillebrand said the company achieved 6.5% growth and described production levels as higher than the prior year.
Stinnett said the company expects to make the balance sheet “a little more efficient” in 2026, including potentially shrinking the investment portfolio and utilizing cash, to support loan growth without expanding the balance sheet at the same pace. President Phil Poindexter added that prior acquisitions have delivered “lift” in markets through increased capital, capacity, product offerings, and technology, and he expressed optimism for growth in Western Kentucky and in South Central Kentucky, including Bowling Green.
On net interest margin, Stinnett said he expects the margin to be largely sideways on a standalone basis, with the possibility of a modest increase depending on the yield curve. He said Field & Main should ultimately be accretive to margin, though the impact may be limited given its relative size, and noted Field & Main’s balance sheet is “slightly liability sensitive,” which could be helpful if rates decline.
Regarding wealth management, executives said they would look to expand capabilities across Western Kentucky and South Central Kentucky. Stinnett said Field & Main’s existing wealth team has capacity and is performing well, and that Stock Yards would complement it “with whatever is needed.”
About Stock Yards Bancorp (NASDAQ:SYBT)
Stock Yards Bancorp, Inc is a bank holding company headquartered in Louisville, Kentucky, operating through its principal subsidiary, Stock Yards Bank & Trust Co As a community-oriented financial institution, the company offers a full suite of banking services tailored to individual consumers, small to mid-sized businesses, and municipalities. Its mission centers on fostering long-term client relationships through personalized service, local decision-making, and a commitment to sustainable growth in the markets it serves.
The bank’s core products include a variety of deposit accounts ranging from personal checking and savings to commercial money market and time deposit offerings.
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